The New York Interlude
by marcelb
Summary: Sequel to The Vacation Initialization, in which Leonard and Penny go to New York. Rated M for fun mature activities.
1. Chapter 1

**A/N: New York, Baby! This is the actually planned and intended sequel to The Vacation Initialization (highly recommended to read that one first if you haven't already), not like the tongue-in-cheek little thing I wrote early February (though there is mention of it in the story, so perhaps reading The Vacation Wish Ramification might also be a good idea). Rated M because of fun times, though it takes a little while to actually materialize in this chapter. Remember: Vacation Initialization was set during the summer of 2014 (so between season 7 and 8), placing this story somewhere at the start of season 8).**

* * *

Leonard sat next to Penny, grinning at her giddiness as the plane started its final descent toward Newark Liberty International airport.

"I still can't believe they asked me," Penny said.

Leonard thought it was possibly the thousandth time she said that, in the last month since she was asked to do a national commercial. She had told him it would be shot in New York and would take almost a week. The hotel room that had been booked had a king size bed and Penny had asked if he could come along with her.

Getting the time off had been no issue, as he had saved up some vacation days over the last couple of years. The university had been bugging him about taking additional days off, but couldn't force him as he had used the mandatory minimum vacation days each year.

"I'm just so excited!"

Leonard grabbed her hand and squeezed it. "Really? I couldn't tell."

Penny looked at him and stuck out her tongue, before grinning broadly. "Well, you know me. I don't usually show my true feelings."

Leonard chuckled. "Uh huh, sure." He held her hand as the plane slowly descended toward the airport, Penny looking out the small window but squeezing his hand every now and then. They were still holding hands when the plane finally touched down and continued to hold hands until they arrived at the gate.

They undid the seatbelts but before Leonard could get up Penny leaned over, her lips crushing his in a searing kiss.

"Thanks for coming with me," she said as the kiss ended, barely moving her face away from his.

He smiled. "Of course I came along. I don't really want to go a day without you, let alone an entire week." His smile faded and eyes widened as he realized his admission was dangerously close to him pressuring her to take the next step in their relationship, whether it was marriage or simply moving in together.

Penny was just smiling at him. "Good, because I didn't want to go that long without you." She kissed him again, then whispered in his ear, "let's wait until the other passengers from the rows behind us have passed," after which she resumed kissing him.

* * *

Penny smiled at Leonard before looking out the cab window again. She had noticed his shock on the airplane when he mentioned not wanting to go long without her. That was her fault, she realized. Her behavior had caused Leonard to be scared to open up, afraid she would feel pressured into more. She really didn't feel pressured, and perhaps it was time they would atleast try to live together for a while.

The problem was that even now the very thought scared her still. But she did know she didn't want to be too long without him ever again, his stay on that ship in the North Sea for four months well over a year ago still a painful memory. The conflicting feelings confused her and she realized she was never going to figure this out on her own; she needed someone to help her figure it out. As soon as they'd get back to Pasadena, she was going to look for a therapist to help her resolve this issue.

At that moment the cab pulled up in front of the hotel. Penny paid the driver, telling Leonard that she was going to be earning money and he shouldn't have to pay for everything. She was rewarded with a smile and quick peck on the lips before she could get out of the cab.

Ten minutes later she let herself fall on the huge bed. The room wasn't even close to the largest suite the hotel provided, but it was plenty big. Besides the king size bed and the two bedside tables, the room contained two cozy chairs, both big enough for snuggling up together, a small coffee table, a desk, a large flat screen TV, and a good sized wardrobe. Penny grinned when she saw Leonard was checking out the TV, smiling as he went over the connections.

"Cool, it's a smart TV and I can hook up the laptop. We could watch any of the movies or shows that are on it."

"I think we'll enjoy that later, baby," Penny answered.

He glanced briefly in her direction, before focusing on the back panel of the TV. "Yeah? You hungry? Because I'm still on Pasadena time and not that hungry."

Penny refrained from rolling her eyes. "Oh, I'm hungry alright, but not for food."

"No? Then what..." He suddenly turned around swiftly. "Oh! Hungry! Yeah, now that you mention it, I do feel kinda peckish."

Penny raised an eyebrow. "Just peckish?" She smiled again when his hoodie was dropped to the floor, along with his shirt.

Leonard grinned back. "Yes, but if we're having my favorite dish, I can never get enough."

"Hmm, maybe we shouldn't have that dish, then. I don't want you to get all fat."

Leonard paused, his hands still holding up his unbuttoned pants, confusion on his face for a brief moment. "Oh! No, that's okay. There's no calories in this dish at all."

Penny tilted her head slightly. "Then how can it satisfy your hunger?" She almost burst out in laughter when he was confused again, unsure on how to reply. She loved teasing him like that, basically beating him using her intelligence. She knew it wasn't fair to tease him intellectually when most of the blood was being routed south. "You think I'll like that dish?"

He grinned again. "Haven't heard you complain before."

Before she could reply, Leonard was on the bed bracing himself over her as he kissed her. Her hands automatically wrapped around his neck, pulling him closer, deepening the kiss.

* * *

Leonard's lifted himself off of Penny slightly, breaking the kiss. His mouth then started to plant little kissed, leaving a trail from her chin to edge of her shirt. He then continued to the side to arrive at the side of her neck, where he then traced little circles with the tip of his tongue against the sensitive spot he was almost certain he could find blindfolded.

"Oh Leonard," Penny said breathily, as her hand behind his head exerted some force, pulling him tighter against her.

Leonard smiled against her skin, before pulling away a fraction of an inch. "You like that, huh?"

"Uh huh."

Leonard pulled away completely, breaking her hold on him.

"Leonard," she whined, her eyes still closed and her face turned to the side, inviting him to continue.

Leonard sat there, watching her, waiting for her to realize he was not continuing and look at him. When she finally did, looking up at him questioningly, he tilted his head to the side. "It's going to get much better once you're nude."

Penny grinned and sat up straight to remove her shirt. "Is that a promise, Dr. Hofstadter?"

"A promise and a guarantee," Leonard confirmed as he removed her shoes. He moved forward to unbutton her jeans. As he started to remove the item, Penny draped her bra on his shoulder before lifting her bum to allow the jeans to be removed. As he dropped the item on the floor he looked back to see Penny remove her panties, throwing it down on the floor.

Leonard took a moment to admire the beauty in front of him as she lay back down, her eyes locked on him. No matter how long he was in a relationship with her, she always took his breath away just by the way she looked and how she would look at him.

"So far it's not getting any better, Dr."

Leonard smiled. "It will. I always keep my promises." He stood up, removed his boxers and grinned slightly at the short gasp and approving hum. He was about to get back on the bed when a thought occurred. He turned around to locate his suitcase.

"Whatcha doin', Loverboy?"

He glanced back. "Condom."

"No need, got it covered. Time for you to fulfill your promise, Loverboy."

He climbed back on the bed, hovering above her again. "Well, _I_ got _that_ covered," he whispered.

She shivered slightly, her eyes widening. Then she smiled. "You talk a good talk, Dr. Hofstadter, but I need proof."

* * *

Penny closed her eyes as Leonard's mouth began tracing little kisses on her throat all the way down to between her breasts. She smiled slightly as he continued his trail to her left breast, clearly still his favorite side. His tongue circled around her erect nipple before his lips closed around it, sucking it lightly.

He released her nipple and flicked it with his tongue and she felt the heat rising as his hand moved between her legs, barely touching her folds. His thumb grazed her clit, again barely touching, but it sent shivers down her spine. His mouth traveled up her breast to the side of her neck where he once again placed light kisses, interspersing them with licks.

His other hand cupped her right breast, squeezing it lightly. After a few moments, his hand moved slightly until he could roll her nipple between his thumb and index finger. She moaned as her hands traveled all over his back. She felt his lips form a smile against the sensitive spot on the side of her neck. Not long after, his mouth moved away until it was close to her ear.

"Told you it would be better nude," he whispered softly, the feeling of his breath against her ear eliciting yet another shiver.

"I need you Leonard," Penny answered equally soft as his face had moved to hover above her. "No delays." Her hand moved in between them until she could touch his erection, dragging her fingernail along its length. "Agreed?" She knew very well what the simple move did to him and smiled when his eyes closed at the sensation she was causing.

"Are you willing to beg for it?"

Penny frowned slightly. She was _so_ not going to beg for sex. If anything, he was the one that would need to beg. She repeated the move with her fingernail, this time her finger turned in the same direction as her movement. He hissed at the sensation and Penny smiled. "Are you, Dr. Hofstadter?"

She kept moving her finger along his length until he suddenly growled, his hands moving under her ass to lift her up slightly, before he inserted himself. Penny moaned and wrapped her legs around his waist, forcing him in even deeper. Her hands moved over his back, until they were around his neck, pulling his head into the crook of her neck, moaning as his tongue lapped at her skin.

Despite his initial show of dominance, his actions now were gentle and loving, arousing her possibly even more. "I love you," she said, the urge to let him know right at that moment overwhelming.

Leonard interrupted his licking. "And I love you," he replied, gazing into her eyes for a few seconds before his mouth descended to gently kiss and lick her throat, resuming his pace.

Penny titled her head back further, exposing more of her throat for Leonard to caress with his lips and tongue, moaning his name. Penny lost track of time as Leonard continued his gentle love making and the caressing of her body. The slow leisurely pace ensured their climaxes would take some time to arrive, at the same time increasing the feelings of pleasure and pure love.

Eventually both started to moan louder, Leonard increasing his pace slightly and Penny began moving in sync, increasing the friction. "Oh, Baby," Penny heard herself moan, "this feels so good." As she opened her eyes, she saw his smile, his eyes focused on her face as he increased his pace once more.

"Are you close, Lovebug?"

Penny nodded then pulled his mouth toward hers to kiss him as he continued stroking in and out of her. Penny continued the kiss, wanting this connection as they would reach their climax, hoping Leonard would understand.

He increased his pace, and Penny knew he was really close, but it didn't matter anymore as she climaxed, moaning into the kiss, but keeping Leonard's head where it was. Moments later she felt Leonard's juices squirt into her, his moan vibrating through her. The kiss continued for some time after.

* * *

"I still can't believe you kept this a secret," Leonard said, grinning at Penny.

Penny rolled her eyes but smiled. "I admit it was hard to keep it secret. I just thought it would be a nice surprise for the both of you." She giggled. "I can't believe you didn't make the connection when you found out we were going to New York."

Leonard chuckled. "It didn't even enter my mind, believe it or not." He shook his head. It hadn't been until they had arrived at the apartment that he had realized why they had even gone to an apartment block, Penny having told she was going to meet the team that would make the commercial, asking him to join her. As it turned out, Penny was going to meet them later, in about two hours. Even Kirstie hadn't known about this surprise visit; Penny had only told her she'd been cast in a national commercial but not that the commercial was to be shot in New York.

"At least you both seem to like the surprise."

Leonard nodded. "I know I did." He frowned slightly. "So, just to be clear here. We're here because… uhm..."

Penny smiled at him, giving him a peck on the cheek. "You're reunited with your pillow. Just the two of you for however long my meeting will be. And then whatever amount of time all three of us can be together." She frowned. "I wonder what she's putting on."

So was he. They'd been talking for perhaps half an hour until the subject came to the sexy outfits she had Leonard take pictures of and show her. Suddenly Kirstie had stood up saying she had found a very sexy thing Penny would want to get for Leonard.

"Whatcha think?" Kirstie walked back into her living room.

Leonard glanced toward Penny, who glanced back and started to giggle. "Look, Leonard, a bigger controller for you to play with."

Leonard chuckled. "Yeah, but it's missing the power button."

"I got the Xbox controller bra about a year ago," Penny explained their amusement, "and even found matching panties with the power button. And you're right, it's a great outfit."

The expression on Kirstie face morphed from surprised to smiling. "So, anyone want to play a game?"

"Hmm," Penny hummed. "Tempting, but no. You guys can play later, but right now, I have something else in mind."

Leonard glanced at Kirstie, smiling slightly in anticipation of playing Xbox later, but mostly because Penny wanted to do something else and he had no doubt it was going to be something very hot.

"I suggest we leave our clothes here and move to your bedroom."

Kirstie grinned and nodded. Since she was only wearing two items of clothing, she was nude first and Leonard, still wearing his boxers, paused briefly to look at her. His memory of her did not do her justice.

"You missed your pillow, didn't you?"

Leonard shook himself and turned toward Penny who was smiling at him. He nodded and turned back to Kirstie, who was still standing there, also smiling.

"Perhaps we can take a couple of seconds so you can get reacquainted?" Penny's question was more a statement. "Would you like that, baby?"

Leonard nodded, his eyes still on Kirstie. The latter took the few steps needed to be right in front of him, pushing her breasts in his face.

* * *

Kirstie was laying on her bed, arms and legs spread wide, tied to the bed. Leonard lay next to her, but Penny had ordered him to not touch Kirstie or himself, unless Penny told him to do so.

Currently Penny was scraping her nails across Kirstie's abdomen, stopping just below her breasts. The effect was immediate, her already erect nipples hardening, her breath becoming much shallower. Penny fingers moved down again, this time a gentle caress without the nails scraping. Her fingers grazed across her clit, one finger slipping between her already wet folds.

"Suck on her nipples, Leonard."

Kirstie closed her eyes, the combination of Leonard lips around her nipple and Penny finger between her folds and the palm of her hand making tiny circles against her clit almost setting her off right then.

"That's enough, Baby."

Kirstie growled. "No it's not." She looked toward Penny, who moved closer to her face, her hand maintaining contact with her clit, but the movement had stopped.

Penny leaned forward, her mouth placing a tiny kiss on her chin. "You want more, sweetie?"

Kirstie nodded. "Yeah. I need it. I'm so close. I want to come right now."

Penny stood back up, smirking. "You're in no position to make demands."

Kirstie growled again when Penny's hand also retracted, just leaving her like that. She followed Penny with her eyes as she made her way around the bed to stand next to Leonard. Kirstie watched as Penny scraped her fingernail along Leonard's erection, causing Leonard's breathing to become shallow like hers had earlier.

Penny's mouth then enveloped his erection but just like Penny had done to her, she ended it soon. Penny then climbed up on the bed, turning around backwards, her legs on either side of Leonard's head, inviting Leonard to taste her.

At the same time, Kirstie felt the tip of Penny's tongue teasing her clit before she licked along her folds. Kirstie closed her eyes, enjoying Penny's ministrations. Kirstie felt her climax approaching but, again, Penny stopped before the release she craved. She groaned in frustration, but moments later found Penny's pussy on her mouth. Judging by the moans from right beside her, Penny must be working on Leonard again, most likely with her mouth, judging by Penny's orientation.

Penny climaxed then and Kirstie lapped up the delicious fluids flowing out of Penny, before it was taken away from her. Penny moved off of the bed and turned to Leonard. "Baby, lick her."

Moments later Kirstie closed her eyes as Leonard's tongue gently touched her folds, slowly licking upward. He teased her clit briefly, then moved his tongue back down her folds. He repeated the move again, her arousal heightening slowly, until Penny told him to stop, causing another frustrated growl from Kirstie.

"Sorry sweetie," Penny said, not sounding apologetic at all. "You two can have your release when I'm gone."

Kirstie looked at Penny, only then noticing Penny was already putting her clothes back on. Turning the other way to glance at her alarm clock, she realized Penny's cab would be there soon. For once she was glad Penny would be leaving soon.

"Would you like to taste him?" Kirstie turned back to Penny, but before she could answer, Penny added, "Leonard, let her taste you."

Kirstie swallowed as Leonard repositioned himself, his erection tantalizingly close to her mouth, yet still out of reach causing another frustrated groan to escape her. "Don't you start as well, Tiger." She heard Penny giggle but ignored it when Leonard finally allowed her lips to encompass the head. It didn't take long for Leonard to allow more of himself inside her mouth.

Kirstie remember the first blowjob she gave him, using her little trick to get him to climax quickly, but knew Penny's intentions was for the two of them not to climax until she was gone. She kept her tongue and sucking actions to a minimum, simply enjoying his taste.

"Enough, sweeties."

Leonard kept his member inside her mouth, clearly wanting more, but Kirstie stopped her own actions, denying him any more satisfaction. He growled in frustration after a few seconds, before moving away from her, laying back down next to her.

"Don't worry, baby. I'm sure my cab will be here soon and then you guys can do whatever you want."

Kirstie grinned when the sentence was punctuated by the door buzzer. It definitely wouldn't be long, which was good thing because she was about to explode. She heard Penny tell she'd be down in a minute, before coming back into the bedroom.

"Alright. I got to get going. Leonard, I want you to enter her, right now, but don't do anything until I'm out the apartment door."

Kirstie gasped as Leonard's hard cock slid inside her, but didn't make any other move, just like Penny had instructed.

Penny kissed Kirstie on the cheek. "Have fun, Sweetie."

Kirstie observed Penny as she kissed Leonard passionately on the lips. "You too, Baby." Penny whispered something in Leonard's ear, causing his eyes to widen briefly, before a grin started to form. It both frustrated and aroused Kirstie to have no clue what Penny was asking Leonard to do.

"Sweetie, countdown from twentyfive. I'll see you guys later."

Kirstie began counting, her eyes on Penny as the latter walked backwards out of the bedroom. As soon as Kirstie reached twentythree, Leonard slowly stroked out of her and back in, causing Kirstie to moan and close her eyes in ecstasy.

"Don't lose count, Sweetie," Penny called out from the living room, probably already at the apartment door.

Seconds later the door closed and Kirstie opened her eyes, gazing at Leonard. "Come on, Tiger. She's gone and I'm so fucking close."

"You'll need to finish your countdown first," Leonard said.

Kirstie groaned again, then resumed her countdown. Despite the fact she wanted Leonard to fuck her, give her her much needed release, she didn't hurry the countdown. She was rewarded with another stroke at nineteen and seventeen and again at thirteen and eleven. Kirstie was tempted to skip directly to seven, but continued her countdown.

Sure enough at seven he stroked out, but then surprised her by slamming back in hard, a move he repeated at, predictably, five, three and two. She was surprised he didn't move at one, but that surprise quickly vanished as he began to set a quick pace, bringing her ever closer to her much needed release. It wasn't until she felt his juices rushing inside her that she had her own blissful release, uttering a stream of profanities.

* * *

Leonard was lying with his head on Kirstie's breast, his hand massaging her other breast. With his eyes closed, he turned his head, locating her nipple with his mouth to gently suck on it.

"Hmm," Kirstie hummed, clearly enjoying this. "You planning on keeping me tied, Tiger?"

"Mm-hmm," he replied, not wanting to lift his head away, but then did it anyway. "Unless you need to, you know, relieve yourself?"

Kirstie chuckled. "Not right now."

Leonard grinned. "Good." He leaned over to suck on her other breast, enjoying the fact the breast he had been resting his head on earlier was now pressing against body. He moved his hand down in between Kirstie's legs, gently rubbing in between her folds. His body reacted to Kirstie's moan, her hard nipple between his lips, and the new wave of wetness between her legs.

He released her nipple and moved away to sit between her legs. He untied her left leg, and lifted it to rest on his shoulder, guiding her to turn her lower body sideways and then entered her. With Kirstie's other leg and both arms still tied, it gave him complete control over the situation, something he had been learning to appreciate with Penny. Now he wanted to experience it with Kirstie.

"God, Tiger, that feels good."

Leonard grinned at her approval and set a slow pace, wanting to take his time. His thumb rubbed her clit, trying to get her to her climax soon. When he detected she was close he stopped, almost completely retracting himself.

"Fuck, Tiger, don't stop now!"

Leonard smirked and bent forward, placing a little kiss in between her breasts. "Patience."

"Fuck patience! I showed plenty of patience earlier waiting for Penny's approval!"

Leonard sat back, grinning, but tilting his head slightly. She did have a point; Penny had completely controlled the situation before, and it really wasn't fair to do this to Kirstie, or himself, really. He slammed into her, eliciting a groan that Leonard thought was a combination of pain and pleasure. Unexpectedly, it turned him on even further and he retracted and then slammed back into her again.

His thumb rubbed her clit again, faster than before, as he continued to slam into her, his own need almost completely taking over. He needed release, felt it building inside him at an alarmingly fast rate, but some part of his brain managed to point out he had to make sure Kirstie would have hers.

Luckily he could tell by the little spasms and her breathing and moaning Kirstie was getting close again.

"Oh, God, Tiger! I'm almost there. Don't stop, don't stop."

Leonard grinned, even though Kirstie couldn't see through her closed eyes. He sped up, his own release tantalizingly close as well. The guttural sound coming from Kirstie as she apparently climaxed almost scared him, but with a few last slams into her, he released his load inside her as she still rode her waves of ecstasy.


	2. Chapter 2

Penny entered Kirstie's apartment, calling out, "I'm back." She took of her coat, smiling at the chorused "in here" coming from the bedroom. "I'll be right there," she answered, taking off her shoes and clothes. She walked into the bedroom but stopped at the door when she noticed both Leonard and Kirstie were holding the very same ropes she had used earlier that day on Kirstie.

She smiled slightly as she walked over to Kirstie. "Looks like the two of you have a plan," she said, her hand caressing the taller woman's left breast. She glanced to the side where Leonard was standing, licking her lips involuntarily as she caught sight of his erection pointing straight at her, bobbing slightly up and down, in sync to his heartbeat.

"We do."

Penny smirked at the breathy way Kirstie had answered. She was well aware of the effect caressing Kirstie's breasts had, having found that out many years ago, back when they were still teenagers. Penny used her other hand to check the current state in between Kirstie's legs, grinning at the wetness she found. "Was this part of the plan," she asked, removing both hands.

Kirstie growled in frustration. "You'll pay for that," she replied.

Penny just grinned. "Bring it on, Sweetie." Her lips then wrapped around the hard nipple on Kirstie's right breast, sucking lightly and using the tip of her tongue to tease it. She gently closed her mouth, teeth lightly touching the nipple and scraping along as she retracted.

Penny smirked again at the reaction she received, wrapping her arm around Kirstie's waist to prevent her from falling to the floor. "So, when's that plan of yours going to be executed."

"Shit, Penny," Kirstie said as she regained some of her equilibrium.

Penny's hand began caressing Kirstie's breast again. "What's wrong, Sweetie," she asked as innocently as she could. Glancing up she noticed Kirstie's eyes were closed, her head hanging back in her neck. Beside her she could hear Leonard using his inhaler; clearly he was enjoying this show, as he hadn't even tried to help Kirstie, despite the two of them wanting to pay her back for teasing them earlier.

Penny went down on her knees, using the fingers on her left hand to spread Kirstie's folds wide apart. Penny could now see just how wet Kirstie had become, why she had so much trouble just standing up. "Leonard, support her, please." She noticed the little shudder from Kirstie, an obvious reaction to feeling Penny's breath against her groin.

Penny looked up, her intention to make eye contact thwarted by the taller woman's breasts. "You want me to eat your pussy, Sweetie?"

"Oh, God, yes!"

Penny smiled. "Feel my tongue thrusting deep inside, while my thumb rubs your clit?"

"Yes! Please?"

"Was that part of your plan," Penny asked sweetly, enjoying the fact she had successfully turned the tables so quickly. Not that she didn't intend to let them execute their plan for her later.

"Fuck the plan," Kirstie ground out, her hand against the back of Penny's head, trying to guide her toward her groin.

"Oh, there will be fucking," Penny answered, releasing her hold on Kirstie's folds and clit. She turned to her left and took Leonards erection fully in her mouth, completely ignoring Kirstie for the moment.

"Bitch," Kirstie said. "And why is Leonard treated so well?"

Penny paused briefly. "He didn't argue or beg," she answered around Leonard's member.

"Didn't anyone teach you not to talk with your mouth full?"

Penny paused again. "I don't think it applies in this situation." She continued for a while longer, ending it when she sensed Leonard was close. She stood up and smirked at the both of them. "Okay, I'm ready for whatever you guys have planned for me."

"Shit, Penny," Leonard said, his first verbal response since Penny had entered the bedroom. "I'm so close!"

"Was I a bad girl," Penny asked. "Am I going to be punished?" She pressed herself against Leonard, trapping his erection between them, but made no other move. She was surprised when Leonard lifted her up and walked toward the bed, dropping her on it. He grabbed her leg and started to tie it to one corner.

Penny wanted to move to a sitting position to playfully stop him, but Kirstie climbed up to straddle her chest and tie her left arm while Leonard proceeded to tie her other leg. Kirstie lifted up slightly to better tie Penny's arm to the corner of the bed, her breasts moving against Penny's jaw and cheek. As Kirstie moved to tie the other arm, she didn't bother lifting herself up, causing her breasts to drag across Penny's mouth.

At the same time she felt Leonard position himself between her legs, Penny's arousal heightening as she assumed he was going to enter her. Instead, as Leonard grunted slightly, she heard Kirstie moan in response, informing her that Leonard had entered her friend.

"How do you like that for punishment," Kirstie asked a couple of seconds later, her eyes closed as Leonard fucked her.

Penny wasn't sure how she felt about it. On the one hand, she really had gotten herself very horny and had hoped to at least have someone touch her or do something to her. But on the other hand, Kirstie was still on top of her, her breasts moving in sync to Leonard's thrusts, causing them to bump against Penny's chin in the same rhythm. Penny had always enjoyed Kirstie's larger breasts, had even been envious at one point, despited the drawbacks she knew that came with having larger breasts. "Not as bad as you might think," she finally answered Kirstie, just as she climaxed.

"Okay, Tiger, let's change position here."

Penny shivered slightly in anticipation of what was going to happen next. Leonard was instructed to sit close to her, his erection facing her but because she was tied down, out of reach of her mouth. She licked her lips and then watched as Kirstie positioned herself behind Leonard, wrapping a hand around her boyfriend's cock.

Penny smiled slightly at the expression on Leonard's face as Kirstie's hand worked its magic. She knew he was going to come any second now, and given their positions, most, if not all, of it was going to land on her face. Leonard stiffened a moment before his juices squirted out, the warm substance landing on her cheeks and just above her upper lip. She stuck out her tongue to lick some of it from her lip, needing his taste in her mouth.

Before she had a chance to swallow any of it, Kirstie's tongue entered her mouth, stealing Leonard's delicious juice.

"It's not for you to enjoy," Kirstie said, before proceeding to lick every last drop off of Penny's face. "Your punishment has just started," Kirstie added when she was done.

* * *

Leonard grinned when Penny's ass lifted up off the bed as his finger made contact with her clit. It was only the lightest of touches, but he knew how aroused she was at the moment, especially as Kirstie was lapping at Penny's most sensitive spot on the side of her neck.

He bend down and pressed his lips against her folds, breathing in her delicious scent and enjoying the taste of the moisture that had accumulated.

"Fuck me, please." Penny's plea was breathy and soft, not even commanding.

"You're not in control," Kirstie mumbled against Penny's throat as she moved toward the other side of Penny's neck. "Show her we're in control here, Leonard."

Leonard grinned and repositioned himself between Penny's leg. He teased her entrance with the tip of his erection, never letting himself slip inside. At the same time Kirstie offered Penny her right breast, pushing it down firmly on her mouth. It caused Leonard to become even harder, especially when Kirstie's hand started to massage Penny's breasts. He must have moaned, as Kirstie turned her head to look at him, smirking.

"Too hot for you, Tiger?"

He shook his head, grinning. "It's very hot, but I don't think there's anything you two could do that I would consider to be too hot."

Kirstie got off the bed, under loud protest from Penny, and held out her hand. "Come here, Tiger."

Leonard wasn't sure what Kirstie was planning, but he obediently moved away from Penny - again under loud protest from his girlfriend - and stood in front of the taller woman.

Kirstie's hand was on his erection immediately, stroking it gently. Her other arm wrapped around his upper back and she pulled him closer. "Spank me, Tiger."

Leonard glanced at Penny who was watching intently.

"She's not in control of the situation, Tiger. We are. Spank me."

Leonard slapped Kirstie's bottom.

"Harder, Tiger."

He slapped her ass again, the palm of his hand stinging slightly at the force he had used, but pleased at the moan it elicited from Kirstie. From the corner of his eyes he could see Penny squirm, and he suddenly realized Penny was turned on by watching the interaction between Kirstie and himself.

Kirstie kept stroking him slowly, every now and then asking him to spank her, her arm holding him in place, pressed against her body. Leonard's hand had moved to cup and massage Kirstie's breast, his thumb flicking the erect nipple every so often. Kirstie leaned forward and whispered in his ear, "you know it turns her on, right?"

He nodded. "Uh huh. Kirstie, I'm almost there."

"I know," Kirstie replied, still whispering. "I think you need to cum inside Penny." She released him and guided him toward the bed.

Leonard kneeled between Penny's legs and pushed himself inside, eliciting a moan from Penny. Kirstie had returned to her earlier position, her large breast pushed against Penny's face, but Leonard was too close to release to enjoy that for very long. It took less than ten seconds for him to release his juices.

* * *

Penny was disappointed when Leonard came so soon, though she had known that would happen as soon as he had climbed back on the bed, considering what Kirstie had been doing. Disappointment was replaced by arousal when Kirstie started to lick Penny's skin, drawing a line with her tongue from her neck to the center between her breasts. Penny felt Kirstie breasts moving against her sides, causing an immediate reaction to her nipples. She wanted to touch Kirstie's breasts, caress them, feel their weight in her hand, massaging them, flicking the nipples.

Kirstie simply continued, her tongue dragging along Penny's right breast up to the peak. She could hear Leonard using his inhaler, but her focus immediately returned to her friend as she sucked hard on her nipple, and Kirstie's breast now moving against Penny's left one.

Afraid Kirstie would punish her again by stopping, Penny kept her vocalisations to a minimum, suppressing her will to moan out the woman's name; she didn't want Kirstie to stop what she was doing, knowing exactly what her friend was planning to do to her soon. Kirstie's tongue resumed course, traveling down the underside of her breast toward her belly button, circling it twice, before moving down further.

At the first contact the tip of Kirstie's tongue made to the hood covering her clit, Penny involuntarily lifted her ass off of the mattress, despite having anticipated the stimulation. Kirstie brought down her hands to grab her hips, holding her down. Her tongue never lost contact as it moved further, lightly caressing the exposed part of her clit, before moving along her inner lips all they way to the perineum, only pausing briefly to dip into her sex. Penny whimpered at the sudden loss of contact, praying it wasn't a signal the punishment wasn't done yet.

"Tiger," Kirstie said, her voice sounding breathy, "untie her legs, please."

Penny's eyes widened slightly when Kirstie moved to sit between her spread legs, her arousal increasing to new heights. She barely felt Leonard untying her, her eyes and other senses completely focused on the beautiful woman between her legs, as she stroked her own breasts, tweaking and rolling the nipples between her thumbs and fingers. Penny's eyes followed Kirstie's hands as they moved down over her body, toward her hips, one hand snaking toward her groin to lightly caress her clit for a few seconds, her head thrown back into her neck as she enjoyed the sensations it brought.

Penny licked her lips as she watched Kirstie rub her folds, all the way, spreading them to show Penny the wetness that had accumulated. The next moment, Kirstie leaned forward slightly, causing the back of her hand to caress Penny's folds, as she continued to rub herself. Penny let her head fall back on the pillow, not wanting to spend any energy holding it up, especially not with the current sensations going on down below. She felt Kirstie's hand pulling out from between the two of them, before she started to lean forward even further, her hands finding room between Penny's ass and the mattress, lifting her up slightly.

Penny suddenly remembered her legs had been freed, and she moved them to place her feet on the inside of both of Kirstie's legs. At the same time, Kirstie scooted forward slightly to complete the contact of their groins, Penny tightening the legs to prevent Kirstie to move away even a fraction of an inch. Clearly, Kirstie had no intention to do that, instead moving forward even further, bending down to rest on top of Penny, their breasts now in full contact.

They both started to move against each other, causing friction to build between their groins, both stimulating each other's sensitive spot. Kirstie's mouth descended on hers, her tongue pushing against Penny's lips, which she parted willingly to grant access. With their tongues now getting reacquainted with each other's mouths, the movement of their bodies changed from a simple back and forth to a slightly rotating one, Penny's arousal increasing both because of the friction of their clits rubbing against each other, as well as the soft feel of Kirstie's large and heavy breasts on top of hers.

Penny lost track of time and her surroundings, completely engrossed in the amazing feel of her dear friend on top of her, guiding them both to what Penny knew to be a very pleasurable and powerful climax. They'd done this many times over the last decade and a half and it had never failed to bring them both pleasure. Her senses completely tuned into her current bed partner, combined with the intimate knowledge she had about the small signs that informed her how far along the woman was toward reaching their mutual goal, she knew it wouldn't be long before Kirstie would break their kiss, to allow herself to vocalise her level of pleasure.

Sure enough, Kirstie retracted her tongue within a few seconds, moments later her head following suit. As she moved to sit up slightly, Penny cursed the loss of contact with the woman's breasts, but grinned at the guttural moan and the visual of those large breasts swinging back and forth in sync with her movements. Penny briefly contemplated asking her hands to be released, so she could hold and massage them, but decided against it, the idea of being limited in her control a bigger turn on than caressing Kirstie's boobs.

Kirstie sped up her movements, signalling Penny the woman was getting close to her release, but so was Penny. Her eyes were still directed at those large breasts, now moving a lot more and Penny had the sudden urge to bury her head in between them. The restraints on her arms prevented her to anything about it, but she suddenly found herself climaxing, loudly screaming and cursing. Kirstie sped up even more, moving wildly on top of her, until she also vocalised her climax, before collapsing on top of her.

* * *

Kirstie rolled on her side, still panting but enjoying the feeling of Penny's now released hands caressing her body. Suddenly, she started to giggle. "I think we completely forgot about Tiger."

Penny grinned back at her, her eyes flicking briefly to a spot above Kirstie's shoulder. "Doesn't seem like he minded all that much."

Kirstie rolled on a little further, one arm still under Penny's neck, and looked at Leonard, his erection throbbing and his eyes full of lust. Kirstie raised an eyebrow. "Have you ever witnessed two women having wild, passionate sex?" When he shook his head, she smiled. "What do you think? Any good?" She giggled when he only nodded yes empathically, his eyes taking in the visual of two naked, sweaty women laying in front of him. Kirstie turned her head toward Penny, noticing her eyes were focused on Leonard's hardon. "Why didn't we do this the weekend I was in Pasadena?"

Kirstie stifled a laugh at the obvious struggle it was for Penny to move her gaze away from Leonard's penis. "Well, we'd already had a _lot_ of that during the days before. Plus we all got really busy with each other and the two of you getting to know each other."

Kirstie nodded. "True." She turned back to Leonard. "Why don't you join us, Tiger." She moved slightly away from Penny, feeling the other woman doing the same. Kirstie rolled back on her side as Leonard had nestled himself between Penny and her, her hand caressing his chest and abdomen. Penny had rolled to her side as well, Leonard now sandwiched between them. Penny's hand had immediately moved toward his erection, lightly moving her finger along its length.

Kirstie locked eyes with Penny, recognizing the desire in her eyes. It was obvious Penny had missed her boyfriend, and wanted to reconnect with him. Considering what she and Leonard had been up to while Penny was away, she figured she should give Penny this time alone. "Alright, I'm gonna take a shower and then I'll start on dinner." She planted a kiss on Leonard's chest then moved further to kiss Penny on the lips. "You guys have some fun." She winked at Penny and then stepped out of the bed.

* * *

Leonard smiled. Despite having a wonderful afternoon with the buxom woman currently in the shower, the familiar feeling and scent of his own girlfriend was probably the most arousing thing he knew. Though the whole woman-on-woman thing his girlfriend had engaged in with Kirstie was a memory he would forever treasure, he was sure.

"What?"

He shrugged. "Nothing. Just thinking about..." He gestured toward the bathroom and Penny. "You know?"

Penny smiled. "Yeah, she has a totally hot body _and_ she knows how to please her bed partners."

Leonard grinned briefly. "Yeah, but that's not what I meant. She's definitely hot and knows stuff, but I honestly feel being with you is the sexiest thing." He noticed the dubious look she gave him. "I'm serious." He turned to his side, smirking when the tip of his erection tapped against her hip. "Like I said, I'm not denying the physical attraction I have toward Kirstie. But it really is no match to being with you. You're beautiful, inside and out, sexy, funny, loyal. You're my best friend in the whole world." Leonard decided to shut up at this point, when he saw her tearing up. For one thing, he knew if she was going to cry, so would he, and crying together in Kirstie's bed was not what he had thought they'd be doing. The other thing was that he was afraid she would feel pressured again.

"I love you, Leonard," Penny said, looking straight at him, smiling.

He returned the smile, but before he had a chance to reply, she pushed him to roll onto his back, immediately straddling him. Bending down to him, she crushed her lips against his, her tongue immediately entering his mouth, probing inside deeply.

He reciprocated the kiss, his hands gliding along the contours of her body until they rested on her ass, gently squeezing. Penny started to rock back and forth slightly, his erection trapped between her and his own body. Soon she broke the kiss, lifting her ass just far enough to allow her to guide his member inside her. She slid down on him slowly, closing her eyes and smiling slightly. Leonard realized she planned on riding him, but he really didn't mind. In fact, he sometimes preferred it, knowing it put her in control and allow her to get out of it what she wanted at that moment.

For a few moments she just sat on him, barely moving, one hand slowly rubbing herself, the other placed on his chest. Not long after she placed her other hand on his chest as well, setting a slow pace moving straight up and down. Leonard moved his hands to cup her breasts, gently kneading them, his thumb flicking her nipples.

Penny bend forward again to kiss him, her up and down movement increasing in pace slightly. The kiss was brief and Penny sat back up, moving up and down quickly a couple of times. She then leaned back further, placing her hands beside his legs. She was now almost sitting between his legs, her movement changed from straight up and down to almost straight back and forth. Leonard closed his eyes, the change in position bringing an entirely new sensation.

Leonard opened his eyes when he heard a sound. Kirstie walked out of the bathroom, drying her hair with a towel. The combination of Penny's quick pace and Kirstie's breasts moving about as she moved her towel through her hair sent him over the edge, releasing his juices with a grunt. Penny continued to move for a couple of more strokes before she vocalised her own climax with a stream of profanities. Leonard was looking around to locate his inhaler.

"Here it is, Tiger."

Leonard accepted it, took two puffs and waited for the medicine to kick in. He felt his girlfriend change position and lay down next to him, pressing herself closely against him. "I love you," she said before kissing him.

"Okay, you guys. I'm gonna start dinner. There are towels on the shelf next to the door. It's probably gonna take me about half an hour, so no need to rush."

Leonard nodded, his eyes following her naked form as she walked out of the bedroom. He then glanced to Penny, momentarily fearing it might upset her, but instead he noticed Penny's eyes had followed Kirstie as well. Clearly he wasn't the only one physically attracted to that woman.


End file.
